8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of Earliest Event Reported): March 2, 2016

Universal Biosensors, Inc.

(Exact name of registrant as specified in its charter)

Delaware	000-52607	98-0424072
(state or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)
1 Corporate Avenue Rowville, 3178, Victoria Australia		Not Applicable
(address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: +61 3 9213 9000

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02 Departure of Directors or Certain Officers, Election of Directors, Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On March 2, 2016, the Board of Directors (“Board”) of Universal Biosensors, Inc. (“Company”) appointed Mr. David Hoey to the Board. Mr. Hoey, age 56, currently serves as the chief executive officer and a director of Vaxxas Pty Ltd, a Brisbane-based company that is developing and commercializing a novel vaccine delivery technology - the Nanopatch™. He also serves as an advisor to the US-based Healthcare Ventures LLC and during his career, has worked in management and leadership roles in molecular diagnostics assays and platforms, analytical instrumentation and the preclinical development of small molecule and biologic therapeutics. Mr. Hoey has served in a number of business development roles in the healthcare industry internationally.

Mr. Hoey will serve as a Class III director and will stand for election at this year’s annual general meeting of stockholders. If elected, Mr. Hoey’s term as a Class III director will then expire at the 2019 annual meeting of stockholders.

Mr. Hoey will participate in the Company’s standard outside director compensation program. Pursuant to this program, each member of the Board who is not an employee of the Company receives an annual retainer of A$50,000. Mr. Hoey will also be a member of the Company’s Remuneration and Nomination Committee, for which role he will be paid an additional fee of A$5,000 per annum. Statutory superannuation is also paid to the independent non-executive directors (currently 9.50% of the base fee) in respect of any month the director attends a Board meeting in Australia. Mr. Hoey entered into the Company’s standard indemnification agreement, the form of which was filed as an exhibit to the Company’s registration statement on Form 10 filed on April 30, 2007.

Item 7.01 Regulation FD

The Company filed a release with the Australian Securities Exchange (“ASX Release”) on March 2, 2016 announcing the appointment of Mr. Hoey. A copy of the ASX Release is included as Exhibit 99.1 to this current report on Form 8-K. The information in the ASX Release attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.

Item 9.01 Financial Statements and Exhibits.

The following exhibits are being furnished herewith:

Exhibit	Description
99.1	ASX Release of Universal Biosensors, Inc. dated March 2, 2016

2.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	UNIVERSAL BIOSENSORS, INC.
Date: March 2, 2016	By:	/s/ Andrew Denver
		Andrew Denver
		Chairman

3.

Exhibit Index

Exhibit	Description
99.1	ASX Release of Universal Biosensors, dated March 2, 2016

4.

EX-99.1

Exhibit 99.1

Universal Biosensors, Inc. ABN 51 121 559 993   1 Corporate Avenue Rowville Victoria 3149 Australia   Telephone: +61 3 9213 9000 Facsimile:  +61 3 9213 6490 Email:         info@universalbiosensors.com www.universalbiosensors.com

2 March 2016

Universal Biosensors Appoints David Hoey as Non-Executive Director

Universal Biosensors, Inc. (ASX: UBI) today announced the appointment of Mr. David Hoey as an independent non-executive director to the Board of Universal Biosensors (UBI). This appointment forms part of the board renewal process which has occurred over recent years.

Mr. Hoey has more than 25 years’ experience in technology financing and commercialization. David is a US-based director and his primary expertise is in business development, strategic planning, market development, corporate partnering and financings for medical technologies, diagnostics and drug development.

David is currently the chief executive officer and a director of Vaxxas Pty Ltd, a Brisbane-based company that is developing and commercializing a novel vaccine delivery technology - the Nanopatch™. He also serves as an advisor to the US-based Healthcare Ventures LLC and during his career, has worked in management and leadership roles in molecular diagnostics assays and platforms, analytical instrumentation and the preclinical development of small molecule and biologic therapeutics. Mr. Hoey has served in a number of business development roles in the healthcare industry internationally.

“David’s skills and experience will be invaluable to the optimisation of UBI value through his detailed knowledge of the diagnostics industry and his insights in new product commercialisation.” said UBI Chairman, Mr Andrew Denver. “We will benefit from his strong background in medical technology and corporate development. We look forward to his contribution to UBI.”

As previously announced, following the retirement of Paul Wright with effect from 10 March 2016, Andrew Denver will assume an interim role as Executive Chairman during which time he will no longer be considered an independent director. As a result, at the request of the Board, Denis Hanley, who had previously flagged his intention to retire from the Board, will continue to serve as a non-executive director for an interim period to ensure the effective operation of the Board and its sub-committees.

Ends

Enquiries:

Andrew Denver +61 3 9213 9000

About Universal Biosensors

For additional information in relation to Universal Biosensors, refer to

http://www.universalbiosensors.com.

Universal Biosensors is a specialist medical diagnostics company, founded in 2001, that is focused on the development, manufacture and commercialisation of a range of in vitro diagnostic tests for point-of-care use. These tests capitalise on a technology platform which uses a novel electrochemical cell that can be adapted for multiple analytes and provide for enhanced measurements in whole blood.

Under applicable United States securities laws all of the shares of our common stock are “restricted securities” as that term is defined in Rule 144 under the Securities Act of 1933, as amended (Securities Act). Restricted securities may be resold in the public market to United States persons as defined in Regulation S only if registered for resale or if they qualify for an exemption from registration under the Securities Act. We have not agreed to register any of our common stock for resale by security holders.